Common use of RIGHTS AND REMEDIES ON DEFAULT Clause in Contracts

RIGHTS AND REMEDIES ON DEFAULT. During the continuance of any event of default, the Secured Parties may exercise at any time and from time to time any rights and remedies available to them under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may elect.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of defaultDefault, the Secured Parties may exercise and at any time and from time to time any thereafter, Secured Party shall have the rights and remedies available to them of a secured party under applicable law, including but not limited the Code in addition to the right rights and remedies provided herein or in any other instrument or agreement executed by Borrower. Without limiting the generality of the foregoing, Borrower expressly agrees that in any such event Secured Party, without demand of performance or other demand, advertisement or notice of any kind (except the notice specified below of time and place of public or private sale) to or upon Borrower or any other person (all and each of which demands, advertisements and/or notices are hereby expressly waived), may forthwith collect, receive, appropriate and realize upon the Collateral, or any part thereof, and/or may forthwith sell, lease lease, assign, give an option or options to purchase or sell or otherwise dispose of and deliver the Collateral and (or contract to do so), or any part thereof, in one or more parcels at public or private sale or sales, at any exchange broker's board or at any of Secured Party's offices or elsewhere at such prices as Secured Party may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Secured Party shall have the right upon any such public sale or sales and, to take possession the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the CollateralCollateral so sold, subject to the rights free of the holders any right of the Permitted Liensequity of redemption, which equity of redemption Borrower hereby releases. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Party may require Debtor Borrower to assemble the Collateral and proceeds and make it them available to Secured Party at a place to be designated by the Secured Parties Party which is reasonably convenient to all parties. If at Secured Party shall apply the time net proceeds of repossession any such collection, recovery, receipt, appropriation, realization or sale after deducting all reasonable costs and expenses of every kind incurred therein or incidental to the care, safe-keeping or otherwise of any or all of the Collateral contains or in any way relating to the rights of Secured Party hereunder, including, without limitation, reasonable attorneys fees and expenses, to the payment in whole or in part of the Obligations, in such order as Secured Party may elect, Borrower remaining liable for any deficiency remaining unpaid after such application, and only after so paying over such net proceeds and after the payment by Secured Party of any other personal property not included in amount required by any provision of law, need Secured Party account for the surplus, if any, to Borrower. To the extent permitted by applicable law, Borrower waives all claims, damages and demands against Secured Party arising out of the repossession, retention or sale of the Collateral. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession Party will give Borrower reasonable notice of the Collateral time and place of any such public sale thereof or of the time after which any private sale or other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition thereof is to be made. The requirement of any of the Collateral required by law reasonable notice shall be deemed reasonable met if such notice is given mailed, postage prepaid, to the address of Borrower, at least ten (10) days before the time of such the sale or disposition. Any proceeds of Borrower shall pay to Secured Party on demand any disposition and all expenses, including, without limitation, reasonable attorneys fees and expenses, to the extent permitted under applicable law, incurred or paid by Secured Parties of any of the Collateral may be applied by it to the payment of expenses Party in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against protecting or enforcing the Obligations and other amounts secured hereby in such order rights of application as Secured Parties may electParty hereunder including its rights to take possession of Collateral and proceeds thereof.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter so long as the Event of Default continues uncured, Lender may exercise any one or more of the following rights and from remedies: Accelerate Indebtedness. Declare all Indebtedness, including any prepayment penalty which Grantor would be required to pay, immediately due and payable, without notice of any kind to Grantor. Collect the Collateral. Collect any of the Collateral and, at Lender’s option and to the extent permitted by applicable law, retain possession of the Collateral while suing on the Indebtedness. Sell the Collateral. Sell the Collateral, at Lender’s discretion, as a unit or in parcels, at one or more public or private sales. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender shall give or mail to Grantor, and other persons as required by law, notice at least thirty (30) days in advance of the time and place of any public sale, or of the time after which any private sale may be made. However, no notice need be provided to any person who, after an Event of Default occurs, enters into and authenticates an agreement waiving that person’s right to notification of sale. Grantor agrees that any requirement of reasonable notice as to Grantor is satisfied if Lender mails notice by ordinary mail addressed to Grantor at the last address Grantor has given Lender in writing. If a public sale is held, there shall be sufficient compliance with all requirements of notice to the public by a single publication in any newspaper of general circulation in the county where the Collateral is located, setting forth the time and place of sale and a brief description of the property to be sold. Lender may be a purchaser at any public sale. Sell Securities. Sell any securities included in the Collateral in a manner consistent with applicable federal and state securities and insurance laws. If, because of restrictions under such laws, Lender is unable, or believes Lender is unable, to sell the securities in an open market transaction, Grantor agrees that Lender will have no obligation to delay sale until the securities can be registered. Then Lender may make a private sale to one or more persons or to a restricted group of persons in compliance with such laws, even though such sale may result in a price that is less favorable than might be obtained in an open market transaction. Such a sale will be considered commercially reasonable. If any securities held as Collateral are “restricted securities” as defined in the Rules of the Securities and Exchange Commission (such as Regulation D or Rule 144) or the rules of state securities departments under state “Blue Sky” laws, or if Grantor or any other owner of the Collateral is an affiliate of the issuer of the securities, Grantor agrees that neither Grantor, nor any member of Grantor’s family, nor any other person signing this Agreement will sell or dispose of any securities of such issuer without obtaining Lender’s prior written consent. Foreclosure. Maintain a judicial suit for foreclosure and sale of the Collateral. Specific Performance. Lender may, in addition to or in lieu of the foregoing remedies, in Lender’s sole discretion, commence an appropriate action against Grantor seeking specific performance of any covenant contained in this Agreement or in aid of the execution or enforcement of any power in this Agreement granted. Transfer Title. Effect transfer of title upon sale of all or part of the Collateral. For this purpose, Grantor irrevocably appoints Lender as Grantor’s attorney-in-fact to execute endorsements, assignments and instruments in the name of Grantor and each of them (if more than one) as shall be necessary or reasonable. Other Rights and Remedies. Have and exercise any or all of the rights and remedies available to them of a secured creditor under applicable the provisions of the Uniform Commercial Code, at law, including but not limited to the right to sellin equity, lease or otherwise dispose otherwise. Application of the Collateral and the right to take possession Proceeds. Apply any cash which is part of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties or which is reasonably convenient to all parties. If at received from the time collection or sale of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral reimbursement of any such other personal property claimedexpenses, including any costs for registration of securities, commissions incurred in connection with a sale, attorneys’ fees and failure to do so will release court costs, whether or not there is a lawsuit and including any fees on appeal, incurred by Lender in connection with the Secured Parties collection and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time sale of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it and to the payment of expenses in connection the Indebtedness of Grantor to Lender, with any excess funds to be paid to Grantor as the Collateralinterests of Grantor may appear. Grantor agrees, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expensesthe extent permitted by law, and to pay any balance deficiency after application of such the proceeds shall be then applied against of the Obligations and other amounts secured hereby in such order of application as Secured Parties may electCollateral to the Indebtedness.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event an Event of default, the Secured Parties may exercise Default and at any time thereafter, Lender, at Lender's option, may exercise any one or more of the following rights and from time remedies, in addition to time any other rights or remedies provided by law: ACCELERATE INDEBTEDNESS. Lender shall have the right at its option without notice to Grantor to declare the entire Indebtedness immediately due and payable, including any prepayment penalty which Grantor would be required to pay. UCC REMEDIES. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies available of a secured party under the Uniform Commercial Code. COLLECT RENTS. Lender shall have the right, without notice to them under applicable lawBorrower or Grantor, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the CollateralProperty and collect the Rents, subject including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. MORTGAGEE IN POSSESSION. Lender shall have the right to be placed as mortgagee in possession or to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The mortgagee in possession or receiver may serve without bond if permitted by law. Lender's right to the rights appointment of a receiver shall exist whether or not the apparent value of the holders of Property exceeds the Permitted LiensIndebtedness by a substantial amount. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties Employment by Lender shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at not disqualify a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives person from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application serving as Secured Parties may electa receiver.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event an Event of defaultDefault under this Stock Pledge Agreement, Bank may, in its sole discretion and without further notice or demand, (i) declare all the Secured Parties may Obligations to be immediately due and payable; (ii) proceed immediately to exercise at any time and from time all of Bank's rights, powers, and privileges with respect to time any rights and remedies available to them under applicable lawthe Stock Collateral, including but not limited to including, without limitation, the right to sell, lease sell or otherwise dispose of the Stock Collateral or any part thereof at private or public sale, in such manner as Bank shall deem reasonable; and (iii) exercise any other right or remedy available to Bank under the right applicable Uniform Commercial Code or otherwise available by agreement or under federal or state law. All rights and remedies herein specified are cumulative and are in addition to such other rights and remedies as may be available to Bank. Bank shall act as the authorized agent and attorney-in-fact of Pledgor in disposing of the Stock Collateral, and in that capacity is authorized to take possession such action on behalf of Pledgor as will further such a disposition, including, without limitation, any necessary endorsement or signature in its own name. Pledgor expressly acknowledges that compliance with federal or state securities and other laws may limit the disposition of the CollateralStock Collateral by Bank. No disposition of the Stock Collateral by Bank upon an Event of Default shall be deemed to be a breach of any duty to Pledgor or to be commercially unreasonable because a better sales price might have been attained through an alternative disposition, subject if Bank in good faith has determined that the alternative disposition might constitute a violation of state or federal laws. Without limiting the generality of the foregoing, Bank may at any sale of the Stock Collateral restrict the prospective bidders or purchasers of the Stock Collateral to persons who will represent and agree that they are purchasing the Stock Collateral for their own account for investment, and not with a view to distribution or sale. Any purchaser at a sale conducted pursuant to the rights terms of this Stock Pledge Agreement shall hold the holders property sold absolutely, free from any claim or right on the part of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimedPledgor, and failure to do so will release the Secured Parties Pledgor hereby waives any right of redemption, stay, or appraisal under present or future law. Each and its representatives from any liability for loss or damage thereto. Any notice of intended disposition every purchaser of any of the Stock Collateral required shall be vested with all shareholder's rights provided by the stock purchased, including, without limitation, all voting and dividend rights. Pledgor agrees that Bank may purchase the Stock Collateral or any part thereof at any sale. Any requirement imposed by law regarding the giving to Pledgor of prior notice of any sale or other disposition of the Stock Collateral shall be deemed reasonable if such notice is given by Bank in writing at least ten (10) days before prior to such sale or other disposition specifying the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electplace thereof.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the Wisconsin Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Borrower would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Borrower or otherwise dispose Grantor. Assemble Collateral. Lender may require Grantor to deliver to Lender all or any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. Lender shall have the right to repossession expenses have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and reasonable attorneys’ fees and legal expensespreserve the Collateral, to operate the Collateral preceding foreclosure or sale, and any balance to collect the rents from the Collateral and apply the proceeds, over and above the cost of such proceeds shall be then applied the receivership, against the Obligations Indebtedness or as the court may direct. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Collect Revenues, Apply Accounts. Lender, either itself or through a receiver, may collect the payments, rents, income, and other amounts secured hereby revenues from the Collateral. Lender may at any time in Lender's discretion transfer any Collateral into Lender's own name or that of Lender's nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, xxx for, foreclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender.

RIGHTS AND REMEDIES ON DEFAULT. During Subject to the continuance terms and conditions of the Subordination Agreement, after the occurrence of any event of default, the Secured Parties may exercise at any time and from time to time any rights and remedies available to them under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all both parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its their representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ ' fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may elect.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance of any event of defaultIf Default occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all xxx xxghts of a secured party under the New York Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the exxxxx Indebtedness, including but not limited any prepayment penalty which Granter would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Grantor. Assemble Collateral. Lender may require Grantor to deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other do uments relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have fxxx xower to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable xxxxxxs to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or thax xx Xrantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ selling the Collateral (including legal fees and legal expensescosts), shall become a part of the Indebtedness secured by this Agreement and payable from the proceeds of the disposition of the Collateral, and any balance of such proceeds shall be then applied against payable on demand, with interest at the Obligations Note rate from date of expenditure until repaid. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and other amounts secured hereby in such order of application as Secured Parties may elect.preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the rents from the

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the New York Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Granter would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Granter. Assemble Collateral. Lender may require Granter to deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Granter to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Granter to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Granter agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Granter after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender’s own name or that of Granter. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Granter, and other persons as required by law, reasonable notice of the lime and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person’s right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ selling the Collateral (including legal fees and legal expensescosts), shall become a part of the Indebtedness secured by this Agreement and payable from the proceeds of the disposition of the Collateral, and any balance of such proceeds shall be then applied payable on demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the rents from the Collateral and apply the proceeds, over and above the cost of the receivership, against the Obligations Indebtedness. Lender’s right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. The right to a receiver shall be given to Lender regardless of the solvency of Grantor and other amounts secured hereby without any requirement to give notice to Grantor. Collect Revenues, Apply Accounts. Lender, either itself or through a receiver, may collect the payments, rents, income, and revenues from the Collateral. Lender may at any time in Lender’s discretion transfer any Collateral into Lender’s own name or that of Lender’s nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust. xxx for, foreclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Granter; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under theWashington Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accerlerate Indebtedness. Lender may declare the entire indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, Immediately due and payable, without police. Assemble Collateral. Lender may require Grantor to sell, lease deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If if the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in its own name or that of Grantor. Lender may sell the Collateral at public auction or privale sale. Unless the Collateral threatens to decline speedily in value or is of type customarily sold on a recognized market, Lender will give Grantor reasonable notlice of the time after which any private sale or any other intended disposition of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense is to be made. The requirements of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is Iis given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ fees selling the Collateral, shall become a part of the indebtedness secured by this Agreement and legal expenses, and any balance of such proceeds shall be then applied against payable on demand, with interest at the Obligations and other amounts secured hereby in such order Note rate from date of application as Secured Parties may electexpenditure until repaid.

RIGHTS AND REMEDIES ON DEFAULT. During In the continuance event of the occurrence of any event Event of default, Default as defined in the Secured Parties may exercise at any time and from time to time any rights and remedies available to them under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the CollateralAmended Note, subject to the rights of the holders Holder of Senior Indebtedness, Agent shall at any time thereafter have the right, with notice to the Debtors, as to any or all of the Permitted LiensCollateral, by any available judicial procedure, or without judicial process, to take possession of the Collateral and without liability for trespass to enter any premises where the Collateral may be located for the purpose of taking possession of or removing the Collateral, and, generally, to exercise any and all rights afforded to a secured party under the Uniform Commercial Code or other applicable law. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE ITWithout limiting the generality of the foregoing, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties subject to the rights of the Holder of Senior Indebtedness, the Debtors agrees that Agent shall have no obligation the right to marshal sell, borrow against, lease, or otherwise dispose of all or any assetspart of the Collateral, but upon ten (10) days prior written notice, whether in its then condition or after further preparation or processing, either at public or private sale or at any broker's board, in lots or in bulk, for cash or for credit, with or without warranties or representations, and upon such terms and conditions, all as Agent in his sole discretion may require Debtor deem advisable, and he shall have the right to purchase at any such sale. At Agent's request, the Debtors shall assemble the Collateral and make it available to Agent at a place to be designated by the Secured Parties places which is reasonably convenient to all parties. If he shall select, whether at the time Debtors' premises or elsewhere. Subject to the rights of repossession the Holder of Senior Indebtedness, the proceeds of any such sale, lease or other disposition of the Collateral contains other personal property not included in shall be applied first, to the Collateralexpenses of retaking, Secured Parties may take such personal property into custody holding, storing, processing and store it at preparing for sale, selling, and the risk like and expense of Debtor; providedto the reasonable attorneys' fees, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees collection fees and legal expenses incurred by Agent and then to notify the Secured Parties within forty-eight (48) hours after repossession satisfaction of the Collateral of any such other personal property claimedObligations, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with any other amounts required by applicable law, after which Agent shall account to the Debtors for any surplus proceeds. If, upon the sale, lease or other disposition of the Collateral, including but not limited the proceeds thereof are insufficient to repossession expenses pay all amounts to which Participating Stockholders are legally entitled, the Debtors will be jointly and reasonable attorneys’ fees and legal expensesseverally liable for the deficiency, and the reasonable fees of any balance of attorneys or agents employed by Participating Stockholders to collect such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electdeficiency.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of defaultDefault, the Secured Parties may exercise and at any time and from time to time any thereafter, Secured Party shall have the rights and remedies available to them of a secured party under applicable law, including but not limited the Code in addition to the right rights and remedies provided herein or in any other instrument or agreement executed by Borrower. Without limiting the generality of the foregoing, Borrower expressly agrees that in any such event Secured Party, without demand of performance or other demand, advertisement or notice of any kind (except the notice specified below of time and place of public or private sale) to or upon Borrower or any other person (all and each of which demands, advertisements and/or notices are hereby expressly waived), may forthwith collect, receive, appropriate and realize upon the Collateral, or any part thereof, and/or may forthwith sell, lease lease, assign, give an option or options to purchase or sell or otherwise dispose of and deliver the Collateral and (or contract to do so), or any part thereof, in one or more parcels at public or private sale or sales, at any exchange broker's board or at any of Secured Party's offices or elsewhere at such prices as Secured Party may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Secured Party shall have the right upon any such public sale or sales and, to take possession the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the CollateralCollateral so sold, subject to the rights free of the holders any right of the Permitted Liensequity of redemption, which equity of redemption Borrower hereby releases. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Party may require Debtor Borrower to assemble the Collateral and proceeds and make it them available to Secured Party at a place to be designated by the Secured Parties Party which is reasonably convenient to all parties. If at Secured Party shall apply the time net proceeds of repossession any such collection, recovery, receipt, appropriation, realization or sale after deducting all reasonable costs and expenses of every kind incurred therein or incidental to the care, safe-keeping or otherwise of any or all of the Collateral contains or in any way relating to the rights of Secured Party hereunder, including, without limitation, reasonable attorneys fees and expenses, to the payment in whole or in part of the Obligations, in such order as Secured Party may elect, Borrower remaining liable for any deficiency remaining unpaid after such application, and only after so paying over such net proceeds and after the payment by Secured Party of any other personal property not included in amount required by any provision of law, need Secured Party account for the surplus, if any, to Borrower. To the extent permitted by applicable law, Borrower waives all claims, damages and demands against Secured Party arising out of the repossession, retention or sale of the Collateral. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession Party will give Borrower reasonable notice of the Collateral time and place of any such public sale thereof or of the time after which any private sale or other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition thereof is to be made. The requirement of any of the Collateral required by law reasonable notice shall be deemed reasonable met if such notice is given mailed, postage prepaid, to the address of Borrower, at least ten (10) days before the time of such the sale or disposition. Any proceeds of Borrower shall pay to Secured Party on demand any disposition and all expenses, including, without limitation, reasonable attorneys fees and expenses, to the extent permitted under applicable law, incurred or paid by Secured Parties of any of the Collateral may be applied by it to the payment of expenses Party in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against protecting or enforcing the Obligations and other amounts secured hereby in such order rights of application as Secured Parties may electParty hereunder including his rights to take possession of Collateral and proceeds thereof.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of Default and at any time thereafter, Trustee or Lender, at its option, may exercise any one or more of the following rights and remedies, in addition to any other rights or remedies provided by law: FORECLOSURE BY SALE. Upon an Event of Default under this Deed of Trust, Beneficiary may declare the entire Indebtedness secured by this Deed of Trust immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold the Property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed of Trust, the Promissory Note, and all documents evidencing expenditures secured hereby. After the lapse of such time as may then be required by law following the recordation of the notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell the Secured Parties Property at the time and place fixed by it in the notice of sale, either as a whole or in separate parcels, and in such order as it may exercise determine, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of the Property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement in accordance with applicable law. Trustee shall deliver to such purchaser its deed conveying the Property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee or Beneficiary may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of: all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the person or persons legally entitled thereto. JUDICIAL FORECLOSURE. With respect to all or any part of the Real Property, Lender shall have the right in lieu of foreclosure by power of sale to foreclose by judicial foreclosure in accordance with and to the full extent provided by California law. UCC REMEDIES. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies available to them of a secured party under applicable lawthe Uniform Commercial Code, including but not limited to without limitation the right to sellrecover any deficiency in the manner and to the full extent provided by California law. COLLECT RENTS. Lender shall have the right, lease or otherwise dispose of the Collateral and the right without notice to Trustor, to take possession of and manage the CollateralProperty and collect the Rents, subject including amounts past due and unpaid, and apply the net proceeds, over and above Xxxxxx's costs, against the Indebtedness. In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Xxxxxx, then Trustor irrevocably designates Lender as Trustor's attorney-in-fact to endorse instruments received in payment thereof in the name of Trustor and, to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to Xxxxxx's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. APPOINT RECEIVER. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Xxxxxx's right to the rights appointment of a receiver shall exist whether or not the apparent value of the holders of Property exceeds the Permitted LiensIndebtedness by a substantial amount. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties Employment by Xxxxxx shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at not disqualify a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives person from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application serving as Secured Parties may electa receiver.

RIGHTS AND REMEDIES ON DEFAULT. During In addition to the continuance rights and remedies granted to it in this Agreement and in any other instrument or agreement securing, evidencing, or relating to any of any the Indebtedness, Surety will have all the rights and remedies of a secured party under the UCC. In the event of defaultthe refusal or failure of Indemnitors to exonerate Surety as required under the Indemnity Agreement, Indemnitors agree upon written demand to provide to Surety a reasonable amount of money designated by Surety and/or other collateral decided upon by Surety. Such funds and/or other collateral will be held by Surety as collateral in addition to the Secured Parties may exercise indemnity and other collateral afforded by this Agreement, with the right to use such funds and/or other collateral or any part thereof, at any time in performance, payment, or compromise of any obligations or liability, claims, demands, judgments, damages, fees, and from time disbursements or other expenses. Said deposit and/or provision of money and/or other collateral designated by Surety will be required regardless of whether any Reserve has been established by Surety. Without limiting the generality of the foregoing, in the event Surety posts a Reserve, then Indemnitors will deliver to time any rights and remedies available to them under applicable law, including but not limited Surety cash in an amount equal to the right Reserve posted in addition to sellthe Collateral. Demand will be sufficient if sent by certified mail, lease return receipt requested, to Indemnitors at the address or otherwise dispose addresses given herein or last known to Surety, whether or not actually received. Indemnitors acknowledge that the failure of Indemnitors to deposit with Surety, immediately upon demand, the sum demanded by Surety as collateral security will cause irreparable harm to Surety for which Surety has no adequate remedy at law. Indemnitors agree that Surety will be entitled to injunctive relief for specific performance of the Collateral obligations of Indemnitors to deposit with Surety the sum demanded as collateral security and the right to take possession of the Collateral, subject hereby waives any claims or defenses to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRYcontrary. The Secured Parties shall have no obligation deposit of collateral pursuant to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may elect.this

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the Georgia Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Grantor. Assemble Collateral. Lender may require Grantor to deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. Lender shall have the right to repossession expenses have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and reasonable attorneys’ fees and legal expensespreserve the Collateral, to operate the Collateral preceding foreclosure or sale, and any balance to collect the Rents from the Collateral and apply the proceeds, over and above the cost of such proceeds shall be then applied the receivership, against the Obligations Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Collect Revenues, Apply Accounts. Lender, either itself or through a receiver, may collect the payments, rents, income, and other amounts secured hereby revenues from the Collateral. Lender may at any time in Lender's discretion transfer any Collateral into Lender's own name or that of Lender's nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, xxx for, foreclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender.

RIGHTS AND REMEDIES ON DEFAULT. During If an Event of Default occurs under this Deed of Trust. at any time thereafter, Trustee or Lender may exercise any one or more of the continuance following rights and remedies: Section of Remedies. Election by Lender to pursue any remedy shall not exclude pursuit of any event other remedy, and an election to make expenditures or to take action to perform an obligation of Trustor under this Deed of Trust, after Trustor's failure to perform, shall not affect Lender's right to declare e default and exercise its remedies. Foreclosure by Sale. Upon an Event of Default under this Deed of Trust, Beneficiary may declare the entire Indebtedness secured by this Deed of Trust Immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold the Property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed of Trust, the Note, other documents requested by Trustee, and all documents evidencing expenditures secured hereby.After the lapse of such time as may then be required by law following the recordation of the notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall .sell the Secured Parties Property at the time and place fixed by It In the notice of sale, either as a whole or in separate parcels, and in such order as it may exercise determine, at public auction to the highest bidder for cash In lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of the Property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement in accordance with applicable law. Trustee shall deliver to such purchaser its deed conveying the Property so sold, but without any covenant or warranty; express or lmplied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee or Beneficiary may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of: all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof; all other sums than secured hereby; and the remainder, If any, to the person or persons legally entitled thereto. Judicial Foreclosure. With respect to all or any part of the Real Property, lender shall have the right In lieu of foreclosure by power of sale to foreclose by judicial foreclosure in accordance with and to the full extent provided by California law. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies available to them of a secured party under applicable lawthe Uniform Commercial Code, including but not limited to without limitation the right to sellrecover any deficiency In the manner, lease and to the full extent provided by California law. DEED OF TRUST • (Continued) Page 7 ·Collect Rents. Lender .shall have the right, without notice to Borrower or otherwise dispose of the Collateral and the right Trustor to take possession of and manage the CollateralProperty and collect the Rents, subject Including amounts past due and unpaid, and apply the net proceeds. over and above Lender's costs, against the Indebtedness. In furtherance of its right. Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by lender, then Trustor irrevocably designates Lender as Trustor's attorney-In-fact to endorse Instruments received in payment thereof in the name of Trustor and to negotiate the same and collect the proceeds.Payments by tenants or other users to Lender In response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right to appoint a receiver appointed to take possession of all or any part of the Property. with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the leases and Rents from the Property and apply the proceeds. over and above the cost of the receivership, against the indebtedness. The receiver may serve without bond If permitted by law. Lender's right to the rights appointment of a recetver shall exist whether or not the apparent value of the holders Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Tenancy at Sufferance. If Trustor remains in possession of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation Property after the Property is .sold as provided above or Lender otherwise becomes entitled to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any possession of the Collateral contains other personal property not included in Property upon default of Borrower or Trustor, Trustor shall become a tenant at sufferance of Lender or the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession purchaser of the Collateral of any such other personal property claimedProperty and shall, and failure to do so will release at Lender's option, either (1) pay a reasonable rental for the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any use of the Collateral required by law shall be deemed reasonable if such notice is given at least ten Property, or (102) days before vacate the time Property immediately upon the demand of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electLender.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, lender shall have all the rights of a secured party under the Utah Uniform Commercial Code. In addition and from time to time any without limitation, lender may exercise anyone or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Grantor. Assemble Collateral. lender may require Grantor to deliver to lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but lender may require Debtor Grantor to assemble the Collateral and make it available to lender at a place to be designated by lender. lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees lender may take such other goods, provided that lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in lender's own name or that of Grantor. lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. lender shall have the right to repossession expenses have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and reasonable attorneys’ fees and legal expensespreserve the Collateral, to operate the Collateral preceding foreclosure or sale, and any balance to collect the Rents from the Collateral and apply the proceeds, over and above the cost of such proceeds shall be then applied the receivership, against the Obligations Indebtedness.Grantor hereby waives any requirement that the receiver be impartial and other amounts secured hereby disinterested as to all of the parties and agrees that employment by lender shall not disqualify a person from serving as a receiver. Collect Revenues, Apply Accounts. lender, either itself or through a receiver, may collect the payments, rents, income, and revenues from the Collateral. lender may at any time in lender's discretion transfer any Collateral into lender's own name or that of lender's nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, lender may demand, collect, receipt for, settle, compromise, adjust, sue for, foreclose, or realize on xxx Collateral as lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, lender may notify account debtors and obligors on any Collateral to make payments directly to lender.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the Florida Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease Grantor. COMMERCIAL SECURITY AGREEMENT (Continued) Assemble Collateral. Lender may require Grantor to deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Event of Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ fees selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and legal expenses, and any balance of such proceeds shall be then applied against payable on demand, with interest at the Obligations and other amounts secured hereby in such order Note rate from date of application as Secured Parties may electexpenditure until repaid.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of default, the Secured Parties may exercise at Default in addition to any time and from time to time any other rights and remedies available to them the Purchaser hereunder or otherwise the Purchaser may exercise any one or more of the following rights and remedies all of which shall be cumulative Give notice of an Event of Default hereunder to the Trustee and demand that the principal of all Bonds then outstanding and the interest accrued thereon to become immediately due and payable under applicable law, including but not limited to the Bond Documents without presentment demand protest or further notice of any kind all of which are hereby expressly waived by the Borrower Notwithstanding the foregoing the Purchaser hereby agrees that upon an Event of Default arising under the Master Trust Indenture that gives the Master Trustee the right to sell, lease or otherwise dispose accelerate the outstanding Obligations issued under the Master Trust Indenture the Purchaser will not exercise its right of acceleration hereunder during the Collateral twelve 12 month period immediately following such Event of Default unless the Master Trustee accelerates the outstanding Obligations issued under the Master Trust Indenture Enforce the Purchasers rights and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession remedies under any of the Collateral contains Bond Documents as the holder of all of the Bonds Enforce the provisions of this Purchase Agreement by legal proceedings for the specific performance of any covenant or agreement contained herein or for the enforcement of any other personal property not included appropriate legal or equitable remedy The Purchaser may recover damages caused by any breach by the Borrower of the provisions of this Purchase Agreement including court costs reasonable attorneys fees and other costs and expenses incurred in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession enforcement of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any obligations of the Collateral required by Borrower hereunder Exercise all other rights and remedies which the Purchaser may have under any agreement or under applicable law Nothing contained in this Purchase Agreement the Purchaser Documents or the Bond Documents shall be deemed reasonable if such notice is given at least ten (10) days before to compel the time of such disposition. Any proceeds Purchaser to accept cure of any disposition by Secured Parties Event of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may elect.Default hereunder

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the Oregon Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Xxxxxx may declare the entire Indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, Immediately due and payable, without notice of any kind to sell, lease Grantor. Assemble Collateral. Lender may require Grantor to deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it It available to Lender at a place to be designated by Lender. Xxxxxx also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Xxxxxx makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Xxxxxx's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or Is of a type customarily sold an a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral contains other personal property not included in the Collateralis to be made. However, Secured Parties may take such personal property no notice need be provided to any person who, after Default occurs, enters into custody and store it at the risk and expense authenticates an agreement waiving that person's right to notification of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s requestsale. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession The requirements of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if met If such notice is Is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited without limitation the expenses of retaking, holding, Insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable an demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. Lender shall have the right to repossession expenses have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and reasonable attorneys’ fees and legal expensespreserve the Collateral, to operate the Collateral preceding foreclosure or sale, and any balance to collect the Rents from the Collateral and apply the proceeds, over and above the cost of such proceeds shall be then applied the receivership, against the Obligations Indebtedness. The receiver may serve without bond if permitted by law. Xxxxxx's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. Employment by Xxxxxx shall not disqualify a person from serving as a receiver. Collect Revenues, Apply Accounts. Lender, either Itself or through a receiver, may collect the payments, rents, income, and other amounts secured hereby revenues from the Collateral. Lender may at any time in Xxxxxx's discretion transfer any Collateral into Xxxxxx's own name or that of Xxxxxx's nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness In such order of application preference as Secured Parties Lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses In action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, sue for, foreclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due, For these purposes, Lender may, an behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, Instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Xxxxxx may notify account debtors and obligors on any Collateral to make payments directly to Lender.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the California Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness: Lender may declare the entire indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, immediately due and payable, without notice. Assemble Collateral: Lender may require Grantor to sell, lease deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in its own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor reasonable notice of the time after which any private sale or any other intended disposition of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense is to be made. The requirements of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days days, or such lesser time as required by state law, before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ fees selling the Collateral, shall become a part of the indebtedness secured by this Agreement and legal expensesshall be payable on demand, with interest at the Note rate from the date of expenditure until repaid. Appoint Receiver: To the extent permitted by applicable law, Lender shall have the following rights and remedies regarding the appointment of a receiver: (a) Lender may have a receiver appointed as a matter of right, (b) the receiver may be an employee of Lender and may serve without bond, and any balance (c) all fees of such proceeds the receiver and his or her attorney shall become part of the indebtedness secured by this Agreement and shall be then applied against payable on demand, with interest at the Obligations Note rate from date of expenditure until repaid. Collect Revenues, Apply Accounts: Lender, either itself or through a receiver, may collect the payments, rents, income, and other amounts secured hereby revenues from the Collateral. Lender may at any time in its discretion transfer any Collateral into its own name or that of its nominee and receive the payments, rents, income, and revenues there from and hold the same as security for the indebtedness or apply it to payment of the indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, chooses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, xxx for, foreclose, or realize on the Collateral as Lender may determine, whether or not indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the Virginia Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but not limited any prepayment penalty which Borrower would be required to the right pay, immediately due and payable, without notice. Assemble Cottateral. Lender may require Grantor to sell, lease deliver to Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repcssession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in its own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor reasonable notice of the time after which any xxxxx;e sale or any other intended disposition of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense is to be made. The requirements of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insunng, prepanog for sale and reasonable attorneys’ fees selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and legal expenses, and any balance of such proceeds shall be then applied against payable on demand, with interest at the Obligations and other amounts secured hereby in such order Note rate from date of application as Secured Parties may electexpenditure until repaid.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance of any event of default, the Secured Parties may exercise at any time and from time to time any rights and remedies available to them under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. .FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s 's request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ ' fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may elect.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Lender shall have all the rights of a secured party under the California Uniform Commercial Code. In addition and from time to time without limitation, Lender may exercise any one or more of the following rights and remedies: Appoint Receiver. To the extent permitted by applicable law, Lender shall have the following rights and remedies available to them under applicable law, including but not limited to regarding the right to sell, lease or otherwise dispose appointment of a receiver: (a) Lender may have a receiver appointed as a matter of right; (b) the receiver may be an employee of Lender and may serve without bond; and (c) all fees of the Collateral receiver and the right to take possession his or her attorney shall become part of the CollateralIndebtedness secured by this Agreement and shall be payable on demand, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If with interest at the time Note rate from date of repossession any of expenditure until repaid. Collect Revenues, Apply Accounts. Lender, either itself or through a receiver, may collect the Collateral contains other personal property not included in the Collateralpayments, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; providedrents, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimedincome, and failure to do so will release the Secured Parties and its representatives revenues from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses interest. Lender may at any time in its discretion transfer any Collateral into its own name or that of its nominee and reasonable attorneys’ fees and legal expensesreceive the payments, rents, income, and any balance revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of such proceeds shall be then applied against the Obligations and other amounts secured hereby Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. If the Collateral is applied to the Indebtedness, the amount applied shall be the principal balance of the Deposit Account and all accrued interest not previously paid to Grantor, less any penalties for early withdrawal or similar changes. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, sue for, xxxeclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time thereafter, Secured Party shall have all the rights of a Secured Party under the Uniform Commercial Code. In addition and from time to time without limitation, Secured Party may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: ACCELERATE INDEBTEDNESS. Secured Party may declare the entire indebtedness, including but not limited any prepayment penalty which Debtor would be required to the right pay, immediately due and payable, without notice. ASSEMBLE COLLATERAL. Secured Party may require Debtor to sell, lease deliver to Secured Party all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Party may require Debtor to assemble the Collateral and make it available to Secured Party at a place to be designated by Secured Party. Secured Party also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Debtor to all partiestake possession of and remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession. Xxxxxx agrees Secured Party may take such other goods, provided that Secured Party makes reasonable efforts to return them to Debtor after repossession. SELL THE COLLATERAL. Secured Party shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in its own name or that of Debtor. Secured Party may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Secured Party will give Debtor reasonable notice of the time after which any private sale or any other intended disposition of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense is to be made. The requirements of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable on demand, with interest at the Note rate unless payment of interest at the rate would be contrary to repossession applicable law, in which event such expenses shall bear interest at the highest rate permitted by applicable law from date of expenditure until repaid. APPOINT RECEIVER. To the extent permitted by applicable law, Secured Party shall have the following rights and reasonable attorneys’ fees remedies regarding the appointment of a receiver; (a) Secured Party may have a receiver appointed as a matter of right, (b) the receiver may be an employee of the Secured Party and legal expensesmay serve without bond, and any balance (c) all fees of such proceeds the receiver and his or her attorney shall become part of the Indebtedness secured by this Agreement and shall be then applied against payable on demand, with interest at the Obligations Note rate unless payment of interest at that rate would be contrary to applicable law, in which event such expenses shall not bear interest at the highest rate permitted by applicable law from date of expenditure until repaid. COLLECT REVENUES, APPLY ACCOUNTS. Secured Party, either itself or through a receiver, may collect the payments, rents, income, and other amounts secured hereby revenues from the Collateral. Secured Party may at any time in its discretion transfer any Collateral into its own name or that of its nominee and receive the payments, rents, income, and revenue therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Party may electdetermine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, chooses in action, or similar property, Secured Party may demand, collect, receipt for, settle, compromise, adjust, sue for, foreclose, or realize on the Collateral as Secured Party may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Secured Party may, on behalf of and in the name of Debtor, receive, open and dispose of mail addressed to Debtor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Secured Party may notify account debtors and obligors on any Collateral to make payments to Secured Party.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of Default and at any time thereafter, Trustee or Lender, at its option, may exercise any one or more of the following rights and remedies, in addition to any other rights or remedies provided by law: FORECLOSURE BY SALE. Upon an Event of Default under this Deed to Trust, Beneficiary may declare the entire Indebtedness secured by this Deed of Trust immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold the Property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed of Trust, the Note, other documents requested by Trustee, and all documents evidencing expenditures secured hereby. After the lapse of such time as may then be required by sale following the recordation of the notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell the Secured Parties Property at the time and place fixed by it in the notice of sale, either as a whole or in separate parcels, and in such order as it may exercise determine, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of the Property by public announcement at such time and place of sale, and from time to time any rights and remedies available to them under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but thereafter may require Debtor to assemble the Collateral and make it available at a place to be designated postpone such sale by the Secured Parties which is reasonably convenient to all parties. If public announcement at the time fixed by the preceding postponement in accordance with applicable law. Trustee shall deliver to such purchaser its deed conveying the Property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of repossession any matters or facts shall be conclusive proof of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage theretotruthfulness thereof. Any notice person, including Trustor, Trustee or Beneficiary may purchase at such sale. After deducting all costs, fees and expenses of intended disposition Trustee and of any this Trust, including cost of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time evidence of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses title in connection with sale, Trustee shall apply the Collateralproceeds of sale to payment of: all sums expended under the terms hereof, including but not limited then repaid, with accrued interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electperson or persons legally entitled thereto.

RIGHTS AND REMEDIES ON DEFAULT. In addition to the rights and remedies granted to it in this Agreement and in any other instrument or agreement securing, evidencing, or relating to any of the Indebtedness, Surety will have all the rights and remedies of a secured party under the UCC. In the event of the refusal or failure of Indemnitors to exonerate Surety as required under the Indemnity Agreement, Indemnitors agree upon written demand to provide to Surety a reasonable amount of money designated by Surety and/or other collateral decided upon by Surety. Such funds and/or other collateral will be held by Surety as collateral in addition to the indemnity and other collateral afforded by this Agreement, with the right to use such funds and/or other collateral or any part thereof, at any time in performance, payment, or compromise of any obligations or liability, claims, demands, judgments, damages, fees, and disbursements or other expenses. Said deposit and/or provision of money and/or other collateral designated by Surety will be required regardless of whether any Reserve has been established by Surety. Without limiting the generality of the foregoing, in the event Surety posts a Reserve, then Indemnitors will deliver to Surety cash in an amount equal to the Reserve posted in addition to the Collateral. Demand will be sufficient if sent by certified mail, return receipt requested, to Indemnitors at the address or addresses given herein or last known to Surety, whether or not actually received. Indemnitors acknowledge that the failure of Indemnitors to deposit with Surety, immediately upon demand, the sum demanded by Surety as collateral security will cause irreparable harm to Surety for which Surety has no adequate remedy at law. Indemnitors agree that Surety will be entitled to injunctive relief for specific performance of the obligations of Indemnitors to deposit with Surety the sum demanded as collateral security and hereby waives any claims or defenses to the contrary. The deposit of collateral pursuant to this Section 33 will not be deemed to cure any default under the Bonded Contract(s) and Surety may, in its sole and absolute discretion, refuse to issue any bonds; provided, however, the foregoing will not be deemed to alter certain of the provisions under the definition of Event of Default that permit certain Events of Default to be cured upon the deposit of cash collateral. Without limiting the generality of the foregoing, upon any Event of Default, Surety is entitled to require Indemnitors to deposit or cause to be deposited, all checks, drafts, cash, and other remittances received in payment upon any or all of the Bonded Contracts or other Collateral in a special “lockbox” bank account at a financial institution designated by Surety, over which account Surety alone has power of withdrawal. During the continuance of any event Event of defaultDefault, Surety may further instruct any Obligee on any Bond, on behalf of Indemnitors and/or Surety, to pay said remittances directly to Surety. The funds in said special bank account will be held by Surety as security for all Indebtedness. Said proceeds will be deposited in precisely the form received, except for the endorsement of Indemnitors where necessary to permit collection, which endorsement Indemnitors agree to make and which Surety is hereby irrevocably authorized to make on Indemnitors’ behalf. Pending such deposit, Indemnitors agree that they will not commingle any such checks, drafts, cash, and other remittances with any of Indemnitors’ funds or property, but will hold them separate and apart therefrom and upon an express trust for Surety until deposit thereof is made in the said special bank account. Subject to the trust fund provisions set out in Section 10, Surety will apply, as Surety deems appropriate, any and all of the collected funds on deposit in the said special bank account against the Indebtedness, the Secured Parties order and method of such application to be in the discretion of Surety. Indemnitors agree to execute any documents and perform any acts necessary to assure that remittances described in this paragraph are received by Surety as contemplated herein, including, but not limited to, letters of direction to remit said funds to Surety as contemplated herein. After the occurrence of an Event of Default, Surety is entitled to immediate possession of the Collateral and may dispose of all or any portion of the Collateral pursuant to the provisions of Article 9 of the UCC and may exercise at any time and from time to time any other rights and remedies available to them it under applicable law, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Surety may require Debtor Indemnitors to assemble the Collateral and make it available to Surety at a place to then be designated by the Secured Parties Surety, which is reasonably convenient to all both parties. If at Indemnitors hereby waive any right they may have under any constitution, statute, or rule of law to notice and/or a hearing prior to seizure of the time Collateral. Surety will have no custodial or ministerial duties to perform with regard to the Collateral except for its safekeeping; and by way of repossession explanation and not by way of limitation thereof, Surety will incur no liability for any diminution in the value of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtorunless caused by its willful misconduct; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees or its failure to notify the Secured Parties within forty-eight (48) hours after repossession of any party hereto that the Collateral of any such other personal property claimed, and failure to do should be so will release the Secured Parties and its representatives from any liability for loss presented or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electsurrendered.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event Event of default, the Secured Parties may exercise Default and at any time thereafter, Lender, at its option, may exercise any one or more of the following rights and from time remedies, in addition to time any other rights or remedies provided by law: Accelerate Indebtedness. Lender shall have the right at its option to declare the entire Indebtedness immediately due and payable, including any prepayment penalty which Grantor would be required to pay without notice, except as may be expressly required by applicable law. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies available of a secured party under the Uniform Commercial Code. Collect Rents. Lender shall have the right, without notice to them under applicable lawGrantor, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the CollateralProperty and collect the Rents, subject including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the indebtedness. In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney--in--fact to endorse instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the rights appointment of a receiver shall exist whether or not the apparent value of the holders of Property exceeds the Permitted LiensIndebtedness by a substantial amount. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE ITEmployment by Lender shall not disqualify a person from serving as a receiver. Nonjudicial Foreclosure. Lender may exercise the right to nonjudicial foreclosure pursuant to Iowa Code Section 654.18 and Chapter 655A as now enacted or hereafter modified, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives from any liability for loss amended or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application as Secured Parties may electreplaced.

RIGHTS AND REMEDIES ON DEFAULT. During Upon the continuance occurrence of any event an Event of default, the Secured Parties may exercise Default and at any time thereafter, Lender, at Lender's option, may exercise any one or more of the following rights and from time remedies, in addition to time any other rights or remedies provided by law: ACCELERATE INDEBTEDNESS. Lender shall have the right at its option to declare the entire Indebtedness immediately due and payable, including any prepayment penalty which Grantor would be required to pay without notice, except as may be expressly required by applicable law. UCC REMEDIES. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies available of a secured party under the Uniform Commercial Code. COLLECT RENTS. Lender shall have the right, without notice to them under applicable lawGrantor, including but not limited to the right to sell, lease or otherwise dispose of the Collateral and the right to take possession of the CollateralProperty and collect the Rents, subject including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. APPOINT RECEIVER. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the rights appointment of a receiver shall exist whether or not the apparent value of the holders of Property exceeds the Permitted LiensIndebtedness by a substantial amount. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties Employment by Lender shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at not disqualify a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession any of the Collateral contains other personal property not included in the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; provided, however, that Secured Parties shall return such property promptly upon Debtor’s request. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of the Collateral of any such other personal property claimed, and failure to do so will release the Secured Parties and its representatives person from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral required by law shall be deemed reasonable if such notice is given at least ten (10) days before the time of such disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it to the payment of expenses in connection with the Collateral, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expenses, and any balance of such proceeds shall be then applied against the Obligations and other amounts secured hereby in such order of application serving as Secured Parties may electa receiver.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of default, the Secured Parties may exercise Default occurs under this Agreement at any time -thereafter, Lender shall have all the rights of a secured party under the New York Uniform Commercial Code. In addition and from time to time without limitation Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but any prepayment penalty which Grantor would be required to pay, immediately due and payable, without notice of any kind to Grantor (except that in the case of any Event of Default of the type described in the DEFAULT - lnsolvency section herein, such acceleration shall be automatic and not limited at Lender's option) Assemble Collateral. Lender may require Grantor to the right deliver to sell, lease Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral, and prior to completion of the removal, disable or otherwise secure the Collateral to prevent its use by Grantor or any third parties with or without process of law, and with or without notice or demand. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lander may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds there-of in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor reasonable notice of the time after which any private sale or any other intended disposition of the Collateral contains other personal property not included in is to be made. Lender may buy the Collateral, Secured Parties may take such personal property into custody and store it or any portion thereof. at public sale or, if the risk and expense Collateral is of Debtor; providedthe type which is sold in a recognized market or subject to widely distributed price quotations, however, that Secured Parties at private Sale. Lender shall return such property promptly upon Debtor’s request. Debtor agrees not be obligated to notify the Secured Parties within forty-eight (48) hours after repossession make any sale of the Collateral regardless of notice of sale having been given. Lender may adjourn any such other personal property claimedpublic: or private sale by announcement at the time and place fixed therefor, and failure to do so will release the Secured Parties such sale may be made, without further notice, at such time and its representatives from any liability for loss or damage theretoplace announced at such adjournment. Any The requirements of reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ selling the Collateral (including legal fees and legal expensescosts), shall become a part of the Indebtedness secured by this Agreement and payable from the proceeds of the disposition of the Collateral, and any balance of such proceeds shall be then applied payable on demand, with interest at the Note rate from data of expenditure until repaid. Appoint Receiver. To the extent permitted by applicable law Lander shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the Rents from the Collateral and apply the proceeds, over and above the cost of the receivership, against the Obligations Indebtedness. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. The right to a receiver shall be given to Lender regardless of the solvency of Grantor and other amounts secured hereby without any requirement to give notice to Grantor. Collect Revenues, Apply Accounts, Lender, either itself or through a receiver, may collect the payments, rents, income, and revenues from the Collateral. Lender may at any time in Lender's discretion transfer any Collateral into Lender's own name or that of Lender's nominee and receive the payments, rents, income, and revenues therefrom end hold the same as security for the indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Upon notice from the Lender or upon any Event of Default, the Grantor agrees that all sums of money it receives on payment, settlement or otherwise related to any Collateral, including, without limitation, on any accounts, shall be held by Grantor as trustee for Lender without commingling with any of Grantor's funds and Shall be immediately delivered to the Bank. In so far as the Collateral consists of accounts. general intangibles, insurance policies. instruments, chattel Paper. choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, xxx for, foreclose, or realize on the Collateral as Lender may determine. Whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive. open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender. Grantor acknowledges that the Lender shall not he obligated in any manner to make any demand, make any inquiry as to the nature and sufficiency of any payment received by Lender. present or file any claim, or take any other action to collect or enforce the payment of any amounts which may have been due relate to the Collateral, including without limitation, any amounts due on accounts.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of default, the Secured Parties may exercise Default occurs under this Agreement at any time -thereafter, Lender shall have all the rights of a secured party under the New York Uniform Commercial Code. In addition and from time to time without limitation Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including but any prepayment penalty which Grantor would be required to pay, immediately due and payable, without notice of any kind to Grantor (except that in the case of any Event of Default of the type described in the DEFAULT - lnsolvency section herein, such acceleration shall be automatic and not limited at Lender's option) COMMERCIAL SECURITY AGREEMENT (Continued) Assemble Collateral. Lender may require Grantor to the right deliver to sell, lease Lender all or otherwise dispose any portion of the Collateral and the right any and all certificates of title and other documents relating to take possession of the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but Lender may require Debtor Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the Secured Parties which is reasonably convenient property of Grantor to all partiestake possession of and remove the Collateral, and prior to completion of the removal, disable or otherwise secure the Collateral to prevent its use by Grantor or any third parties with or without process of law, and with or without notice or demand. If the Collateral contains other goods not covered by this Agreement at the time of repossession repossession, Grantor agrees Lander may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds there-of in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor reasonable notice of the time after which any private sale or any other intended disposition of the Collateral contains other personal property not included in is to be made. Lender may buy the Collateral, Secured Parties may take such personal property into custody and store it or any portion thereof. at public sale or, if the risk and expense Collateral is of Debtor; providedthe type which is sold in a recognized market or subject to widely distributed price quotations, however, that Secured Parties at private Sale. Lender shall return such property promptly upon Debtor’s request. Debtor agrees not be obligated to notify the Secured Parties within forty-eight (48) hours after repossession make any sale of the Collateral regardless of notice of sale having been given. Lender may adjourn any such other personal property claimedpublic: or private sale by announcement at the time and place fixed therefor, and failure to do so will release the Secured Parties such sale may be made, without further notice, at such time and its representatives from any liability for loss or damage theretoplace announced at such adjournment. Any The requirements of reasonable notice of intended disposition of any of the Collateral required by law shall be deemed reasonable met if such notice is given at least ten (10) days before the time of such the sale or disposition. Any proceeds of any disposition by Secured Parties of any of the Collateral may be applied by it All expenses relating to the payment disposition of expenses in connection with the Collateral, including but not limited to repossession without limitation the expenses of retaking, holding, insuring, preparing for sale and reasonable attorneys’ selling the Collateral (including legal fees and legal expensescosts), shall become a part of the Indebtedness secured by this Agreement and payable from the proceeds of the disposition of the Collateral, and any balance of such proceeds shall be then applied payable on demand, with interest at the Note rate from data of expenditure until repaid. Appoint Receiver. To the extent permitted by applicable law Lander shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the Rents from the Collateral and apply the proceeds, over and above the cost of the receivership, against the Obligations Indebtedness. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. The right to a receiver shall be given to Lender regardless of the solvency of Grantor and other amounts secured hereby without any requirement to give notice to Grantor. Collect Revenues, Apply Accounts, Lender, either itself or through a receiver, may collect the payments, rents, income, and revenues from the Collateral. Lender may at any time in Lender's discretion transfer any Collateral into Lender's own name or that of Lender's nominee and receive the payments, rents, income, and revenues therefrom end hold the same as security for the indebtedness or apply it to payment of the Indebtedness in such order of application preference as Secured Parties Lender may electdetermine. Upon notice from the Lender or upon any Event of Default, the Grantor agrees that all sums of money it receives on payment, settlement or otherwise related to any Collateral, including, without limitation, on any accounts, shall be held by Grantor as trustee for Lender without commingling with any of Grantor's funds and Shall be immediately delivered to the Bank. In so far as the Collateral consists of accounts. general intangibles, insurance policies. instruments, chattel Paper. choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, xxx for, foreclose, or realize on the Collateral as Lender may determine. Whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive. open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender. Grantor acknowledges that the Lender shall not he obligated in any manner to make any demand, make any inquiry as to the nature and sufficiency of any payment received by Lender. present or file any claim, or take any other action to collect or enforce the payment of any amounts which may have been due relate to the Collateral, including without limitation, any amounts due on accounts.

RIGHTS AND REMEDIES ON DEFAULT. During the continuance If an Event of any event of defaultDefault occurs under this Agreement, the Secured Parties may exercise at any time and from time to time thereafter, Lender may exercise any one or more of the following rights and remedies available to them under applicable lawremedies: Accelerate Indebtedness. Declare all Indebtedness, including but not limited any prepayment penalty which Grantor would be required to the right pay, immediately due and payable, without notice of any kind to sell, lease or otherwise dispose of the Collateral and the right to take possession of Grantor. Collect the Collateral, subject to the rights of the holders of the Permitted Liens. FOR THAT PURPOSE THE SECURED PARTIES MAY ENTER UPON ANY PREMISES ON WHICH THE COLLATERAL OR ANY PART THEREOF MAY BE SITUATED AND REMOVE IT, AND DEBTOR WAIVES ITS RIGHTS TO ASSERT TRESPASS OR SIMILAR CAUSES OF ACTION FOR SUCH ENTRY. The Secured Parties shall have no obligation to marshal any assets, but may require Debtor to assemble the Collateral and make it available at a place to be designated by the Secured Parties which is reasonably convenient to all parties. If at the time of repossession Collect any of the Collateral contains other personal property not included in and, at Xxxxxx’s option and to the extent permitted by applicable law, retain possession of the Collateral while suing on the Indebtedness. Sell the Collateral. Sell the Collateral, Secured Parties may take such personal property into custody and store it at the risk and expense of Debtor; providedXxxxxx’s discretion, howeveras a unit or in parcels, that Secured Parties shall return such property promptly upon Debtor’s requestat one or more public or private sales. Debtor agrees to notify the Secured Parties within forty-eight (48) hours after repossession of Unless the Collateral is perishable or threatens to decline speedily in value or is of any such other personal property claimeda type customarily sold on a recognized market, Lender shall give or mail to Grantor, and failure to do so will release the Secured Parties and its representatives from any liability for loss or damage thereto. Any notice of intended disposition of any of the Collateral other persons as required by law shall be deemed reasonable if such law, notice is given at least ten (10) days before in advance of the time and place of any public sale, or of the time after which any private sale may be made. However, no notice need be provided to any person who, after an Event of Default occurs, enters into and authenticates an agreement waiving that person’s right to notification of sale. Grantor agrees that any requirement of reasonable notice as to Grantor is satisfied if Lender mails notice by ordinary mail addressed to Grantor at the last address Grantor has given Lender in writing. If a public sale is held, there shall be sufficient compliance with all requirements of notice to the public by a single publication in any newspaper of general circulation in the county where the Collateral is located, setting forth the time and place of sale and a brief description of the property to be sold. Lender may be a purchaser at any public sale. Sell Securities. Sell any securities included in the Collateral in a manner consistent with applicable federal and state securities laws. If, because of restrictions under such laws, Xxxxxx is unable, or believes Xxxxxx is unable, to sell the securities in an open market transaction, Grantor agrees that Lender will have no obligation to delay sale until the securities can be registered. Then Lender may make a private sale to one or more persons or to a restricted group of persons, even though such sale may result in a price that is less favorable than might be obtained in an open market transaction. Such a sale will be considered commercially reasonable. If any securities held as Collateral are “restricted securities” as defined in the Rules of the Securities and Exchange Commission (such as Regulation D or Rule 144) or the rules of state securities departments under state “Blue Sky” laws, or if Grantor or any other owner of the Collateral is an affiliate of the issuer of the securities, Grantor agrees that neither Grantor, nor any member of Grantor’s family, nor any other person signing this Agreement will sell or dispose of any securities of such dispositionissuer without obtaining Lender’s prior written consent. Any proceeds Rights and Remedies with Respect to Investment Property, Financial Assets and Related Collateral. In addition to other rights and remedies granted under this Agreement and under applicable law, Lender may exercise any or all of the following rights and remedies: (1) register with any disposition by Secured Parties of issuer or broker or other securities intermediary any of the Collateral consisting of investment property or financial assets (collectively herein, “investment property”) in Lender’s sole name or in the name of Xxxxxx’s broker, agent or nominee; (2) cause any issuer, broker or other securities intermediary to deliver to Lender any of the Collateral consisting of securities, or investment property capable of being delivered; (3) enter into a control agreement or power of attorney with any issuer or securities intermediary with respect to any Collateral consisting of investment property, on such terms as Lender may deem appropriate, in its sole discretion, including without limitation, an agreement granting to Lender any of the rights provided hereunder without further notice to or consent by Grantor; (4) execute any such control agreement on Grantor’s behalf and in Grantor’s name, and hereby irrevocably appoints Xxxxxx as agent and attorney-in-fact, coupled with an interest, for the purpose of executing such control agreement on Grantor’s behalf; (5) exercise any and all rights of Lender under any such control agreement or power of attorney; (6) exercise any voting, conversion, registration, purchase, option, or other rights with respect to any Collateral; (7) collect, with or without legal action, and issue receipts concerning any notes, checks, drafts, remittances or distributions that are paid or payable with respect to any Collateral consisting of investment property. Any control agreement entered with respect to any investment property shall contain the following provisions, at Xxxxxx’s discretion. Lender shall be applied authorized to instruct the issuer, broker or other securities intermediary to take or to refrain from taking such actions with respect to the investment property as Lender may instruct, without further notice to or consent by it Grantor. Such actions may include without limitation the issuance of entitlement orders, account instructions, general trading or buy or sell orders, transfer and redemption orders, and stop loss orders. Lender shall be further entitled to instruct the issuer, broker or securities intermediary to sell or to liquidate any investment property, or to pay the cash surrender or account termination value with respect to any and all investment property, and to deliver all such payments and liquidation proceeds to Lender. Any such control agreement shall contain such authorizations as are necessary to place Lender in “control” of such investment collateral, as contemplated under the provisions of the Uniform Commercial Code, and shall fully authorize Lender to issue “entitlement orders” concerning the transfer, redemption, liquidation or disposition of investment collateral, in conformance with the provisions of the Uniform Commercial Code. Foreclosure. Maintain a judicial suit for foreclosure and sale of the Collateral. Transfer Title. Effect transfer of title upon sale of all or part of the Collateral. For this purpose, Xxxxxxx irrevocably appoints Xxxxxx as Xxxxxxx’s attorney-in-fact to execute endorsements, assignments and instruments in the name of Grantor and each of them (if more than one) as shall be necessary or reasonable. Other Rights and Remedies. Have and exercise any or all of the rights and remedies of a secured creditor under the provisions of the Uniform Commercial Code, at law, in equity, or otherwise. Application of Proceeds. Apply any cash which is part of the Collateral, or which is received from the collection or sale of the Collateral, to reimbursement of any expenses, including any costs for registration of securities, commissions incurred in connection with a sale, permissible fees and court costs, whether or not there is a lawsuit and including any fees on appeal, incurred by Lender in connection with the collection and sale of such Collateral and to the payment of expenses in connection the Indebtedness of Grantor to Lender, with any excess funds to be paid to Grantor as the Collateralinterests of Grantor may appear. Xxxxxxx agrees, including but not limited to repossession expenses and reasonable attorneys’ fees and legal expensesthe extent permitted by law, and to pay any balance deficiency after application of such the proceeds shall be then applied against of the Obligations and other amounts secured hereby in such order of application as Secured Parties may electCollateral to the Indebtedness.